Netway Networks Client Referral Scheme April 2020 Terms and Conditions

1. Overview 

1.1 The Netway Networks Client Referal Scheme is a scheme that has been constructed by Netway Networks. This Scheme will commence from 8/4/2020 and continue until further notice. Any clients engaging in this Scheme are assumed to have read and agree to these Terms and Conditions.

1.2. “Referrers” means the client of Netway Networks. “Referrals” means the referred client of the Refer.

2. Eligibility:

2.1. The Client Referral Scheme is only open to Referrers and Referrers must be a current Netway Networks client.

2.2. A Referral will not be accepted by Netway Networks under the Client Referral Scheme and the Referrer will not receive any compensation if:

2.2.1. the Referral has already engaged the services (past or present) or is currently in discussions with Netway Networks; or 

2.2.2. has previously been referred to Netway Networks.

2.3. Netway Networks will notify the Referrer if the Referred Company is already or has been a client of Netway Networks or has previously been referred to Netway Networks.  

2.4. In the event that a Referral is sent by multiple Referrers, whichever Referrer submitted the Referral first will be deemed as the Referrer.

2.5. Netway Networks has the sole discretion at all times to determine if the Referrer qualifies for the compensation and the Referral Reward subject to this Agreement.

3. Referral process

3.1 Netway Networks will accept a Referral if:

3.1.1. this Agreement is in force at the time of making the Referral and the Agreement continues to remain in force; and 3.1.2. the eligibility criteria set out in Clause 2 above is satisfied and remains to be satisfied;

3.2. Netway Networks will confirm acceptance or rejection of the Referral by way of a formal email from Netway Networks to the Referrer. In case of a rejection of a Referral, the Referrer shall not be entitled to any reward in respect of that Referral.

3.3. In no event shall the Referrer make:

3.3.1. any representation, guarantee or warranty concerning Netway Networks or Netway Networks’s Services;

3.3.2. the Referrer acknowledges that the Referrer shall have no authority to accept any offer on Netway Networks’s behalf or to bind Netway Networks in any manner whatsoever.

4. Compensation/Reward

4.1. To be eligible for the compensation, the referral company must sign up for a 12 month Managed Services Agreement with Netway Networks. Upon completion and returned of the signed Managed Services Agreement, each party will receive the following compensation:

4.1.1.The Referrer will receive their next month of Managed Services Agreement free. The compensation can only occur on Managed Services Agreement and not hardware, licencing or any form of third-party procurement. The compensation will be an average of their previous twelve months of services or the nearest average considering the length of the Agreement to date;

4.1.2 the Referral will receive their first month of Managed Services Agreement free. The compensation can only occur on Managed Services Agreement and not hardware, licencing or any form of third-party procurement.

4.3. In the event Netway Networks has reason to believe that a breach of the Agreement above has occurred or may occur, Netway Networks may withhold the compensation until it has received confirmation to its satisfaction that no such breach has occurred or will occur. Netway Networks shall not be liable to the Referrer for any claims, losses or damages whatsoever related to its decision to withhold such rewards under this provision.

4.4 The compensation scheme is only available for the first 12 months that the Referrer is referred to Netway Networks and initial discusses have commenced. If the Agreement takes more tha n 12 months from the initial date of Referral, the Referrer will not be eligible for compensation.

5. Confidentiality:

5.1. Except as expressly provided herein, the existence and terms of this Agreement shall remain strictly confidential, and neither party shall make any public comments with respect thereto.

5.2. Notwithstanding the foregoing, the Referrer and Netway Networks shall not be prohibited from discussing with any Referred Company the material terms of this Agreement and being completely open and transparent about the relationship between the Referrer and Netway Networks.

6. Termination:

6.1. Netway Networks may terminate this Agreement with immediate effect in the event that:

6.1.1. the Referrer has breached contractual obligations and/or has not paid their invoices;

6.1.2 the Referral has breached contractual obligations and/or has not paid their invoices.

7. General:

7.1. Netway Networks reserves the right to withdraw the Client Referal Scheme or amend the terms and conditions of this Agreement for any reason by giving seven days’ notice (which may be communicated by email). No other variation of this Agreement may be made by the Parties.

7.2. Any notice which either party is required to give to the other under this Agreement shall be made in writing and served on the other party at its registered address (for Netway Networks), the address provided by the Referrer (for the Referrer) either by (a) hand, (b) recorded delivery, or (c) electronic mail transmission confirmed by recorded delivery within 24 hours of transmission.

7.3. This Agreement is the complete Agreement between the parties in respect of the Client Referal Scheme and replaces any prior oral or written communications between the parties relating to the same. There are no other conditions, understandings, agreements, representations or warranties, expressed or implied, which are not specified herein.

7.4. The Referrer must comply with all national and local laws and regulations which are applicable to activities pursuant to this Agreement.

7.5. If one or several provisions of this Agreement are or become invalid this shall not affect the validity and enforceability of the remaining provisions. The parties agree to replace an invalid or unenforceable provision by a valid and enforceable provision, which (from an economic point of view) comes closest to such provision.

7.6. A failure to exercise or a delay in exercising a right or remedy provided by this Agreement or by law shall not constitute a waiver of that right or remedy. If an effective waiver of a breach of any of the terms of this Agreement is made, that waiver shall not constitute a waiver in respect of any other breach.

7.7. No delay, failure or default in the performance of any obligation under this Agreement shall constitute a breach of contract to the extent caused by circumstances beyond the reasonable control of the party whose performance is affected.